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NHMD Stock has plummeted over 65% since the "dividend" record date of September 21. The touted, so-called free shares are now the cause of NHMD shares being worth less than 35% of what they were just a few weeks ago. It turns out that all of the energy expended by investors high-fiving should have been redirected to entering sell orders.
There is no such thing as "free shares." NHMD shares were marked down to reflect the 100% dilution created by Nate and his pals.
Investors that stayed the "dividend" course blindly followed over the precipice with full knowledge of what was about to happen. Regardless, they plowed over the edge anyhow, even though there was every opportunity to escape the lie and preserve their investment.
Additionally, deniers of imminent effective dilution were further caught in an onslaught of highly dilutive financing, watching millions of shares hit the market and dilute their ownership, not to mention weighing down the stock price.
A $5,000 investment in Nate's at the high of $.18 is now worth $375. The past few months for NHMD investors has been akin to a frog boiling in water, slowly being cooked by the deceptions perpetrated by this company.
Happy investing!
It turns out that the truth is the truth after all. NHMD stock price adjusted downward, as expected, to account for the so-called "dividend" which turned out to be just a 2-for-1 stock split. This shortsighted and deceptive maneuver was unable to fool anyone; Not only did the stock adjust downward 50%, it lost an additional one third of it's value. This is what happens to investors when they follow obviously unscrupulous stock promoters and owners. In light of all the evidence that came forward to demonstrate the reality of what was happening, it's baffling that investors continued to deny the truth in exchange for a lie.
Now, much poorer investors have shares, due to the adjustment, that are basically worth less than one half of what they had before the split. The split or "dividend" devalued their shares by one half, and locked the other half up for year. In addition, the stock dropped further than the adjustment, locking restricted shareholders out of being able to sell their stock as they watched it drop. The entire charade has created huge losses for investors. To all the investors that kept thinking Nate and Wade for their "free shares," I guess they don't seem so free after all.
Good Luck to NHMD Board participants! Happy Investing!
Please refer to post number 33300 for how inconsistent their product is. Zero out of 10 can squirted for this guy, and he has lost $thousands on NHMD investment.
Nate sold 400 cans all year, which could hardly even be considered a test run. Nate's deceived investors by saying they sold out 10,000 cans in 20 minutes, leaving investors to believe that these were online sales when in fact the "sale"was to an insider that owned nearly 20% of the company. According to the latest 10K, Wade never paid for those cans either. If Wade is not running things, then why is he allowed to owe the good shareholders of Nate's food company for 10,000 cans of pancakes for almost a year? So the whole thing was just a big farce. Guarantee they will cancel the deferred revenue received in exchange for "some work" that Wade has done for the company. And after Wade received those cans, they were "so good," he gave them away. This is also the same guy, and insider, that said it was really hard to ship 100 cans of Nate-cakes.
The whole thing is sketchy.
NHMD has negative cash flow, which means more money went out than came in. True story.
Nate's lost $3,028.03 per can of pancake batter sold, so they may want to try really hard to get those costs down. Maybe instead of switching to aerosol cans, they can do no can at all and sell pancake mix, like all other profitable pancake companies.
Nate was the founder of Batter Blaster, which went out of business, and now since he is coupled with Wade, a guy that scorches the earth of all other companies he has been involved with, it doesn't make for a runaway business.
The only cash flow metric they scored positive in was receipt of toxic debt financing, and there isn't any way to know that they will receive more or whether it makes sense to. The company could literally shut its doors tomorrow.
I give Nate's Food Co., as an investment or otherwise, two thumbs down.
Replies:
Top Ten Reasons to Avoid NHMD (Nate's Food Co.)
1. $109.00 in cash. The company has only enough cash on hand for Nate and Wade to go out and have a semi-nice steak dinner (only one glass of wine), on NHMD shareholders, of course.
2. Loss of $3,028.00 on each can of Wade-Kakes.
3. Company associates with insiders that have nuked the stocks of many other companies through sheer ineptness.
4. Massive stock dilution through highly dilutive, toxic debt financing that incurred a loss in the hundreds of thousands of dollars on the first day.
5. Share give-a-way to chummy insider to the tune of 19% of the company's common stock.
6. Share structure ensures that insiders maintain 97% of voting rights, keeping absolute control, giving themselves the ability to issue new shares to themselves, at will.
7. Nate's has sold only 400 cans of pancake batter in an entire year, and according to one Nate's consumer, 0 out of 10 cans of Wade-Kakes he bought worked.
8. The company told investors that they would give investors a cash dividend for each can sold and then reneged, giving no cash. Later they announced a dividend that served only to tie up 1/2 of investors shares for a year, locking investors into the stock.
9. The company admitted that their phase 3 objective was unprofitable and instead changed their strategy to sell squirt pancakes at mall kiosks.
10. All large company initiatives have failed or were never initiatives but rather manipulative ploys (Indiana factory, China orders, marketing strategy, etc.)
11. Now the pièce de résistance. The company's fluffy 8K's. The company consistently postures as something they are not. Just about every 8K has some sort of deception that is employed to manipulate instead of educate.
Yeah, I know--eleven. I couldn't resist. There are literally hundreds, but ....
Top Ten Reasons to Avoid NHMD (Nate's Food Co.)
1. $109.00 in cash. The company has only enough cash on hand for Nate and Wade to go out and have a semi-nice steak dinner (only one glass of wine), on NHMD shareholders, of course.
2. Loss of $3,028.00 on each can of Wade-Kakes.
3. Company associates with insiders that have nuked the stocks of many other companies through sheer ineptness.
4. Massive stock dilution through highly dilutive, toxic debt financing that incurred a loss in the hundreds of thousands of dollars on the first day.
5. Share give-a-way to chummy insider to the tune of 19% of the company's common stock.
6. Share structure ensures that insiders maintain 97% of voting rights, keeping absolute control, giving themselves the ability to issue new shares to themselves, at will.
7. Nate's has sold only 400 cans of pancake batter in an entire year, and according to one Nate's consumer, 0 out of 10 cans of Wade-Kakes he bought worked.
8. The company told investors that they would give investors a cash dividend for each can sold and then reneged, giving no cash. Later they announced a dividend that served only to tie up 1/2 of investors shares for a year, locking investors into the stock.
9. The company admitted that their phase 3 objective was unprofitable and instead changed their strategy to sell squirt pancakes at mall kiosks.
10. All large company initiatives have failed or were never initiatives but rather manipulative ploys (Indiana factory, China orders, marketing strategy, etc.)
11. Now the pièce de résistance. The company's fluffy 8K's. The company consistently postures as something they are not. Just about every 8K has some sort of deception that is employed to manipulate instead of educate.
Yeah, I know--eleven. I couldn't resist. There are literally hundreds, but ....
Nate's does have cash flow--negative cash flow, which means more money went out than came in. True story.
Nate's lost $3,028.03 per can of pancake batter sold, so they may want to try really hard to get those costs down. Maybe instead of switching to aerosol cans, they can do no can at all and sell pancake mix, like all other profitable pancake companies.
Nate was the founder of Batter Blaster, which went out of business, and now since he is coupled with Wade, a guy that scorches the earth of all other companies he has been involved with, it doesn't make for a runaway business.
The only cash flow metric they scored positive in was receipt of toxic debt financing, and there isn't any way to know that they will receive more or whether it makes sense to. The company could literally shut its doors tomorrow.
I give Nate's Food Co., as an investment or otherwise, two thumbs down.
I have not said that Wade has dumped shares. He might have. He may be in a position to do so, but I haven't been saying it. What I have said is that the Wade share give-a-way has caused massive share dilution, which it has. I have said that Wade is the largest common shareholder, which he is. I've said that Wade is an insider that is pushing at least some of the buttons at Nate's, which he does.
Why is this important? The reason is because every other company stock that Wade has been involved in is in the tank, among other things, which are easily ascertainable with a little research.
There is no proof that Wade sold any of his nearly 20% stake in the company. If he did, it would be backed up with a form 4 filing, which doesn't exist.
The public float isn't based on shares that of been sold in the market, it is based on tradable shares, which means that Wade may still have every share he was given by Nate and after the conversion, he will have 15 million more shares to dump in to the market.
Except now with the so-called "dividend," Wade winds up with 15 million shares for a total of 30 million, remaining the largest common shareholder of Nate's.
The dilution of the float of 25% of the company was given to Joseph Wade Mezey. He became the largest shareholder of common stock after that giving. He did not file form 3 or 4, which is required by the SEC for individuals or companies that own 10% or more of any class of shares of a company. Furthermore, Nate food company was required to list this deficiency on form 10K, which they neglected to do. In this case, insiders and the company would both be in violation of rules promulgated by the SEC.
Series E cannot be traded. They are not registered with the SEC. Nate said they were trying to get the other preferred shares registered but it never happened. There's no reason to believe that Nate can ever get any preferred shares registered, and if he can it will cost tens of thousandsof dollars and probably take a year, so there's no reason to do it.
Therefore, investors, sadly, will still have one half of their shares locked up for a year.
It's not. .0298 is more than .0284-the bid. Upside down, which is where all of which is where all of the poor saps are that bought the stock all the way down from $.18
According to Wade and Nate, Nate pancakes can't be sold profitably at grocery stores, so where is this mother going to go to get her pancakes? The mall?
And what is phase 3 for? To keep mall kiosks filled? If the company can't be profitable a grocery stores, then where are all of these can supposed to go? Wade threw away the last 10,000. Why are they hopelessly going through this charade? They have sold 400 cans. They don't have a business. They have a hobby. One that is being hoisted on the backs of the good shareholders.
It's not going to happen. It's a terrible business model. The failure of batter blaster proved that. Besides, with all the deception coming down from the top, how can an investor expect to rely on what's been said?
I repeat: if investors are able to purchase NHMD below the ask, the market is weak.
And if an NHMD investor purchases at .0285 and .0313, that investor would be down for the day, not up because the bid is lower than both of those. which makes sense because most NHMD investors are upside down in their thinking, anyhow.
It's not a gift. The market for NHMD is weak. If an investor is able to buy shares in the $.02's, then that is what they are worth.
The reason why you see the offers in the $.03's is because that is where the market makers want to unload shares but know they can't because there is hardly a market for junk like this.
And the only reason why they're even worth $.02's is because the only stock being bought are by NHMD fanboys. Once these fanboys load, the market makers will let the bottom drop out of it and then buy cheap shares back for less than half the price. It is how these MM's pay the rent—on the backs of unsophisticated investors.
Take this so-called dividend for example. Nate decides to increase the float of the company by 100% by giving investors something they already owned, except Nate will slice investors current holdings in half and will lock the other half up for a year.
Investors are scrambling around trying to figure out when all of this will happen, but they don't know. Why? Where can investors go get the answers? Well, the company doesn't answer their phone. It's a cell phone voicemail.
The fact is, Nate's doesn't respect shareholders. They only give them the answers they want to give them, when they want to give it to them, and when they do it's often a deception. And how can they do this? Nate and his cronies control 97% of the vote. Investors have no say.
Consistently good product? Please refer to post number 33300 for how consistent their product is. Zero out of 10 can squirted for this guy, and he has lost $thousands on NHMD investment.
Nate sold 400 cans all year, which could hardly even be considered a test run. Nate's deceived investors by saying they sold out 10,000 cans in 20 minutes, leaving investors to believe that these were online sales when in fact the "sale"was to an insider that owned nearly 20% of the company. According to the latest 10K, Wade never paid for those cans either. If Wade is not running things, then why is he allowed to owe the good shareholders of Nate's food company for 10,000 cans of pancakes for almost a year? So the whole thing was just a big farce. Guarantee they will cancel the deferred revenue received in exchange for "some work" that Wade has done for the company. And after Wade received those cans, they were "so good," he gave them away. This is also the same guy, and insider, that said it was really hard to ship 100 cans of Nate-cakes.
The whole thing is sketchy. They are grasping for anything they can get investors to believe.
Casual Marijuana use is illegal in California. It can't be ordered online and can't be shipped across state lines. The market here is small and not even owned by Wade and Nate. The best that W&N can expect to do is sell a few cans of pancakes and put some marijuana in them. There's no market here. It's just more weirdness and sketchiness that surrounds this company.
Sounds good. But not true.
The dividend shares don't create value. They are treated just like a share split.
I repeat: zero value is created with this dividend. The only difference is how they are accounted for on the company's books.
What this dividend does is lock up 1/2 of the value of shareholder's shares, untouchable for a year.
At this time, it's not clear whether anyone knows. it's on the FINRA daily list but the ex dividend date is missing.
FINRA said to call the company. When I called the company, all I got was what sounded like a cell phone voicemail message.
Since The dividend is over 25% of the company, it's supposed to be one day after the payment date. The payment date listed on the daily list is October 10, 2015. According to FINRA rules, the ex dividend date should be October 11, 2015. Therefore, to get the dividend, The shares would need to be purchased anytime between now through October 10.
Easy answer! The move by Nate and Wade is slight of hand. It is in the same vein as when they deceive investors in the fluffy 8k's they issue.
Here is a question to ask: Why would N&W give 10 shares of Series E for 1 share of common and then exchange back again 10 for 1? Why not just give 1 share of E for 1 share of common and then let them exchange evenly?
The answer is simple: Those two know that it sounds better to unsophisticated investors to get 10 of something for 1. It's psychology, and Nate and Wade is using it to manipulate investors. Heck, that is the whole purpose of the so-called "dividend" to begin with. It does nothing for shareholders. Just the opposite, it restricts 1/2 of the value of their shares for a year.
So, say NHMD is trading for $.005 a month from now. After the split dividend it will be trading for .0025, and if the company is still in business a year from now, investors can finally get to the other half of whatever is left of the company, if anything.
A more realistic way to look at it is to ask:
"Say the share price for NHMD", once it is adjusted for the dividend, is $.015, and an investor owns 100,000 shares, then why has Wade and Nate made it so that if an investor wants to sell the other 1/2 of the value of the shares, they can't do so until October 2016?
If NHMD is still trading in October 2016, an investor can trade the Series E shares in for the common shares value that they had a year before. Why not just leave investors and their shares alone instead of restricting the ability of investors to derive the full value of their shares now. It is the most asinine exploitation by Nate and Wade.
There is a metric called fully dilutive shares, which includes preferred (since preferred represents ownership and convertibility to common). The convertible does exactly what a forward split does--doubles the shares and cuts the price in half. Good point. It does the same thing a forward split would do. The only difference is in how the company accounts for it on the books.
As far as shareholders are concerned, it's the same except that a forward split would provide access to the other 1/2 of the shares immediately; whereas the "divi' shares lock up 1/2 of the shares for over a year. Nate had a choice of either.
So tell me, why didn't he pick the one that allows shareholders immediate access to their stock as opposed to a share lock up. The reason is because he wants to lock up shares to keep shareholders from selling, stealing their choice and stealing their joy.
One can definitely sell one's NHMD common shares, but once they are adjusted for the dividend they will only be worth 1/2 as much. The other 1/2 of the value will be attributed to the convertible shares, which are locked up for over a year.
Purgatory just means banished to a place where a market doesn't exist to trade the stock. Nate discussed registering the other preferred shares to trade separately, but for whatever reason the plan failed.
The reason why shares are adjusted down in price when a dividend is paid is because if they weren't, companies could create wealth from thin air by issuing stock dividends that trade for the same price as the issuing stock, and investors could buy the stock get rights to the dividend then sell the stock and keep the value of the dividend, and then sell the stock the day after. This would be creating value from thin air. Instead, on the ex-dividend date, the stock is adjusted downward in price to account for the value of the dividend.
Here is an example: What if Nate decided to pay a dividend of 1 trillion shares (there's nothing that says he can't, by the way. Just raise A/S), and say he did this for all existing shareholders. Okay, now all one has to do is to be a shareholder by the ex-dividend date (which we don't yet know what this is for the latest dividend), then one will automatically receive the dividend.
Now let's look at the numbers. The dividend is 1 trillion shares times the current value of $.035 per share=$35,000,000,000 ($35 Billion). Does anyone believe that Nate can create $35 Billion worth of stock through a vote of the board?
So this is how it is handled: The exchange that NHMD is traded on will adjust the stock price downward to account for the value of the dividend. It's not an exact process. The stock price is adjusted on the ex-date, but that doesn't mean the stock will open exactly at the adjusted price. This is where market forces come into play. The stock could open at the adjusted price, plus or minus, depending on market forces.
So you see, there aren't any free shares. The existing shares take a haircut equal to what was given on the other side; otherwise, money would be free and we could just print it indiscriminately.
The only hope in a fairly dark market like OTCBB is if a procedure wasn't followed by the exchange due to the fact that it is a preferred convertible, or that post dividend investors see the adjusted price and not know that the outstanding doubled and so they hurried in and bought, driving up the price to pre-adjusted levels without realization of the 100% dilution. It is certainly possible, but in an efficient market, with knowledge, it wouldn't happen.
Preferred shares are dilution. They don't have to be common to dilute ownership of the company, and they will be common at some point. They are like common on lay-a-way, and better to be called restricted dilution because they dilute shareholders without giving them a choice.
I'm much less concerned about dilution than the fact that the company doesn't meet objectives and the deceptive 8k's released to unsuspecting and unsophisticated shareholders.
I suppose that there is a large portion of the investing public that doesn't understand what dilution is. A company that continues to dilute ownership through share issuance of any kind is dilution.
No shorting, only massive dilution.
Let me chime in.
First, there aren't any shares short. See http://otce.finra.org/ESI
Secondly, the record date is not the date that decides who gets the dividend, the ex-date is. "In cases of a deferred ex-date, the only function of the record date is to determine on which shares the dividend is paid," not to whom they are paid.
As mentioned previously, if the dividend is 25% or more of the company, the ex-date is one day after the payable date, which is, of course, after the record date. This could be a month after the record date. Since the ex-date is after the payable date, the dividend is actually paid to the person of record and then removed from the account via a "due bill." The dividend is then given to the person that owned the shares on the ex-date, which in this case is the day after the payable date.
According to the FINRA Daily List, these details haven't been announced, so we don't know the ex-date, which will decide who will receive the dividend, but whoever does would be wise to make sure not to own NHMD on the ex-date or that investor will be subject to 1/2 of holdings locked up in purgatory for over a year. The reason why they will be locked up is because when the dividend is paid, the stock price will be adjusted downward an amount equal to the dividend, hence, there are no free shares!
BTW, shares bought today don't carry the series the dividend. The Ex dividend date has not been announced yet.
But I would love for someone to prove me wrong, so why I doesn't someone call up Nate's and ask them when the ex dividend date is. I'm sure Nate probably doesn't even know what that is, but at least we can say we tried.
If you're able to buy on the bid, the market is weak, and I'm fairly certain vapor shares aren't mentioned in the FINRA rulebook. If you're talking about marketmaker shorting, it is a how they balance their portfolios and a way to take money from wet bag penny stockers.
I can just picture the market maker counting his money on those shares. Those are some of those phantom shares to go along with the phantom series E dividend.
How do we even know this dividend exists? Nate agreed to pay a cash dividend on cans of Nate-cakes, but he never did. Why should we believe the lies now?
Hopefully for investors, Nate and Wade can't pull off the paperwork for this so-called dividend and investors will be spared of having 1/2 of their holdings held in Nate and Wade's vault for over a year.
Are investors interested in knowing when they receive their "dividend shares?" If so, could someone chummy with the Nate and Wade gang get on the horn and find out what the ex-date is for the Series E dividend because FINRA hasn't announced the dividend yet? I would, but I'm not a shareholder and it would make my skin crawl.
As far as valuable DD, one would think that investors would want to know who is actually getting this dividend and when. Just so investors know, the dividend ex-date has not happened yet, so no one has yet qualified for the "dividend" as of yet, but the smart money still has time to sell their shares before 1/2 of their shares are locked up for a year.
Just ask someone at the company, not what the record date is because that is not going to tell us anything. Ask when the ex-dividend date is and if they don't know that, then when is the payment date. If they filed the proper forms, they have all of this information. They just neglected to put it in the announcement. Whoever does this, report back, if you don't mind.
If Nate's filed the 10K, it will be on SEC Edgars filing system, just like the NT-10k was (the day they filed).
A requirement to be listed on the OTCBB is to make timely filings. When the NASD (FINRA) and the SEC wrote and adopted those rules, they weren't kidding around. As I said before: Nate's is jeopardizing their listing by not filing timely reports, and as of right now not filing a report at all.
It is amazing to me that such a serious thing is dismissed so lightly. And how successful is NHMD when all that deserves to be focused on is how many warnings and how long the due process is before they get delisted? Investors shouldn't have to be dealing with such desperate justification.
Wonderful DD, if the dates were right. September 11 was never the due date. It has always been August 31, 90 days after year end; therefore, it was due September 15, which means the10K is late, in violation of SEC rules.
So here is the contingency I spoke about:
If the company's shares are classified properly (a dividend of more than 25% of the company) then the actual ex-dividend date is one business day after the payment date, but we don't know what the payment date is because it wasn't disclosed by Nate.
If the transfer agent completed the "Transfer Agent Verification Form" properly, it would have taken into account the 25% and the ex-date will be one business day after the payable date, which is supposed to be listed on this form.
The other item to be completed to make all of this happen is that Nate is supposed to complete an online form called "Issuer Company-Related Action Notification Form," which should show up on the FINRA daily list. It hasn't, so we are not sure that Nate has done that. If he hasn't, the filing fee goes from $200 to $5,000, and the record date gets set by a committee at FINRA.
The thing that I'm not sure about is whether the Series E preferred, since it is not yet converted, should be classified as more than 25%. In actuality, it is more than 25% of the company because only an idiot wouldn't convert to the common shares a year from now, so effectively, it is more than 25%, in which case the ex-date would be one business day after the payment date, which, again, wasn't disclosed by Nate.
Investors don't know whether or not they have a dividend because of the ineptness and non-disclosure of the company, especially when it comes to public filings.
And, if and when all of this is determined, the stock price will be adjusted by the OTC BB and all orders will be adjusted on the ex-date. If it isn't adjusted appropriately, a committee at FINRA decides how and when it will be adjusted.
Sources:
http://www.sec.gov/answers/dividen.htm
http://bit.ly/1Kr5A6G
I will follow up with sources because I wish for investors to be educated.
There is a stipulation about ex-dates that I haven't gone over. The ex-date will depend on how the preferred shares are recognized. The information I provided is for a typical cash or stock dividend, but in this case, it depends on whether the series e preferred is recognized as being a dividend greater than 25%.
I'm going to follow up with FINRA tomorrow to verify about the 25% rule. I'll let you know.
Otherwise, having an opinion about an ex-date is a silly idea. It's not an opinion. The information is readily available and specific.
I think that was the smart money leaving town, and the record date is not the day to own NHMD to get the dividend, it must be owned before the ex-dividend date, which in most cases is two days before the record date.
The record date for Nate's dividend is September 21, 2015; therefore, the last day to own the NHMD to get the dividend was today, September 16, 2015.
The easy was to calculate this is to count back three (3) business days from the record date. That is the last day to own the stock to receive the dividend. Two business days before is the ex-dividend date, which is too late.
NHMD's 10K Filing Due Date was August 31, 2015. I'm not sure where September 11 comes from. The year end for Nate's is May 31, 2015. The due date was 90 days later or August 31, 2015. Nate filed a NT-10K on that day, promising to file within 15 days, which was Tuesday, the 15th of September-yesterday; therefore, the 10k is late-again.
Q. Are you aware that the SEC provivdes an extension for the filing of a company's 10K?
A.Yes. NHMD filed the extension over 15 days ago. It is called a NT-10K, which stands for Non-timely. It gives the company 15 days to file, which they were given and have failed to do, in violation of SEC rules, which exposes the company to delisting.
Q. Do you own any shares of NHMD either long or short? Or, are you simply doing what you name says - playing games?
A. I have no intention to buy nor have I ever owned this stock. It is counter intuitive to jump into a car going over a cliff.
I wish you would get serious and use your wisdom to point out truths that could help those of us who have serious money invested in NHMD.
A. That is exactly what I'm trying to do--use my "wisdom" to "point out truths" that will help prospective investors stay clear of unscrupulous companies. BTW, all information given by me is factual and without fluff. It can be taken as truth and used by investors to help guide them around these penny stock land mines.